These general sale conditions apply to any sale, delivery or transaction made by Sarah Algoet, with its registered office in Ghent, KBO 0890.538.687. Any general or specific conditions communicated at any time by the purchaser (hereafter the “Buyer”), which differs from these general conditions, will only apply after written and express consent by Sarah Algoet. (hereafter the “Seller”). Such derogation will only apply to the specific sale or delivery for which it has been granted and cannot be re-applied to subsequent deliveries and sales explicit permission.
By making any order, the Buyer acknowledges the present general sale conditions and irrevocably agrees to be bound by them.
QUOTATIONS AND ACCEPTANCE OF ORDER
All the Seller’s quotations are non-binding, except if stipulated to the contrary by an express and written statement of the Seller. The Seller will only be bound by an order upon its written confirmation by the Seller and upon full payment by the Buyer. This applies to both standard orders and customization or adjustments at the request of the Buyer.
All information that the Seller makes available about a work or design is always subject to changes, errors, mistakes or incorrect information by the Buyer. Photographs or audio-visual productions on the Seller’s website are purely indicative and in no way binding.
Additional adjustments to the designs, works and / or products based on comments from the Buyer may result in additional costs at a fixed hourly rate. The Purchaser decides based on this information whether the requested processing of the designs, works and / or products is implemented at the agreed additional price.
DELIVERY & ACCEPTANCE
The products supplied by the Seller remain its exclusive property until full payment by the Buyer. As long as full payment has not been made, the Buyer is not entitled to claim any property or property rights on the products. This provision applies to both standard orders and customizations.
The delivery times indicated are only given as an estimate and are on-binding to the Seller, unless this has been agreed between the two parties. However, the Seller strives to respect the delivery times and will inform the Buyer of delays. No delay in delivery may lead to the cancellation of the sale by or can lead to payment of damages to the Buyer. The Seller is entitled to perform partial deliveries.
Upon delivery, the Buyer must immediately control the products. Complaints are only valid if in writing, within eight days after delivery and in any case before use, on penalty of nullity.
Delivery and acceptance coincide with the Buyer’s notification of the digital receipt of the products by the Buyer.
INTELLECTUAL PROPERTY RIGHTS
The Buyer acknowledges that all existing and future Intellectual Property Rights that relate to the products, are property of the Seller. The Buyer is not allowed to change the products delivered in total or in part or to give these a different name or packaging, unless otherwise agreed in writing. The agreed adjustments only apply to specific products and are limited in time and geography. Any unauthorized use of the Seller’s Intellectual Property Rights shall be subject to to the intellectual property laws of the country of sale.
The intellectual property rights with regard to the order for goods and / or services to be delivered, based on a design by the Seller, belongs exclusively to her, unless agreed otherwise in writing. The Seller is entitled at all times to sign her work and / or to state her name on the design, on the product or in the generic / colophon of a publication or on an announcement. Unless otherwise agreed, the Seller has the right to use all elements of the order for promotion, including on her website.
The Buyer is only permitted to exploit, publish or reproduce the work or design during the period, in the territory and for the specific purposes agreed by the parties during the buying procedure.
Subject to the intellectual property rights that belong to the Seller, the Buyer will be obliged to indemnify and protect against all claims arising from a breach by the Buyer that are claimed by third parties in the delivery of products or services by the Seller. The Seller indemnifies the Buyer against all claims and damages arising from an infringement of copyright and neighboring rights as well as personality rights of third parties, who have contributed to the execution of the order of the Buyer.
All information, both from the pre-contractual phase and promotional material, is and remains the property of the party that originally owned the information; will be treated confidentially by the other party and will not be communicated or disclosed in any way without prior written consent of the owner; will only be used for the purpose for which it was made available, and will be returned at first request.
To be valid, any complaint regarding invoices will have to be notified by registered mail and formulated in detail within three (3) days after receipt of the invoice.
EARLY TERMINATION AND FORCE MAJEURE
Either Party may terminate the execution of the order prior to delivery or acceptance thereof by written notice to the other party: (i) if the other party has committed an act involving dishonesty, unfaithfulness, corruption or fraud, (ii) if the other Party is guilty of gross negligence, intentional misconduct, does not engage in any professional or ethical conduct with regard to the execution or (iii) if the other party violates a material provision or condition and fails to rectify the situation within 10 days of receiving a written request; (iv) if a case of force majeure persists for longer than 1 month and the Parties have not been able to find an appropriate solution, (v) with immediate effect if the other Party were to be declared insolvent or bankrupt or make a transfer or make other arrangements in favor of its creditors.
LIABILITY & WARRANTY
The Seller is not liable for any delay in the performance of or failure to perform its obligations arising from any event beyond its normal control, such as force majeure on itself or attributable third parties.
The Seller’s warranty is limited to replacing the concerned products. The Seller is under no circumstances liable for indirect damages, whether general or specific, and whatever their nature, suffered by the Buyer.
NULLITY, APPLICABLE LAW AND DISPUTES
The parties acknowledge that the nullity of one of the clauses in the agreement does not entail the nullity of the entire agreement. In this case, the parties agree to replace the invalid clause with a legally valid clause that is as close as possible to the original intention of the parties.
All agreements made with the Seller are governed by Belgian law, to the exclusion of the provisions of the United Nations Convention on Contracts for the International Sale of Goods. The Seller and the Buyer (“the Parties”) agree to make all reasonable efforts to reach a fair settlement of disputes regarding their agreements. All disputes that arise and cannot be settled amicably between the Parties will be submitted to the courts of Ghent, Belgium.